64"- 


BETWEEN   THE 

!|ititgti,  Purlingtott  anil  |uittt^  ]|ailq0iib  Soinpn^^ 


|^iH$krg]^^  %n\{i  Mji^nt  &  il^itaga  !|j|.  So. 


tht  4  ^xnt\%  in  €l\m^o. 


Bated  September  7th,  1880. 


^|t$  J^yi^t^mi^nl, 


Entered  into  this  seventh  clay  of  September,  in  the  year  1880,  between 
the  Pennsylvania  Company  as  first  party,  the  Chicago  and  Alton  Rail- 
road Company  as  second  party,  the  Chicago,  Bnrlington  and  Qnincy 
Railroad  Company  as  third  pai-ty,  the  Pennsylvania  Railroad  Com- 
pany as  fourth  party,  the  Joliet  and  Chicago  Railroad  Company  as 
fifth  party,  and  the  Pittsburgh,  Ft.  Wayne  and  Chicago  Railway  Com- 
pany as  sixth  party,  bears  witness  : 

Whereas,  The  fifth  and  sixth  parties  are  the  owners,  as  tenants  in 
common,  of  certain  real  estate  in  Chicago,  Illinois,  Avith  two  main 
tracks  thereon,  situated  between  Sixteenth  street  and  the  north  side  of 
Van  Buren  street,  the  same  being  now  and  for  a  long  time  a  part  of  the 
main  line  of  railway  of  said  respective  parties  ;  and, 

Whereas,  The  first  party  is  in  possession  of  and  is  operating  the  en- 
tire railway  of  the  sixth  party  under  a  lease  ot  the  same  to  the  fourth 
party,  dated  June  7,  18B9,  and  extending  for  a  term  of  nine  hundred 
and  ninety-nine  years,  from  July  1,  1869;  and  the  second  party  is  in 
possession  of  and  is  operating  the  entire  raihvay  of  the  fifth  party, 
under  a  j^erpetual  lease. 

Whereas,  The  third  party  wishes  to  connect  the  tracks  of  its  rail- 
way north  of  and  near  Sixteenth  street  with  the  tAvo  main  tracks  now 
constructed  as  aforesaid,  and  with  such  other  tracks  as  may  be  here- 
after constructed  at  that  point,  by  the  first  and  second  parties,  for  the 
purpose  of  using  jointly  with  the  first  and  second  parties,  said  tracks 
between  said  point  of  connection  near  Sixteenth  street  and  the  north 
line  of  Van  Buren  street,  for  the  passage  of  its  passenger  trains,  and 
said  tracks  between  said  point  of  connection  near  Sixteenth  street  and 
a  point  near  the  north  line  of  Twelfth  street  for  the  passage  of  its 
freight  trains ;  and  the  first  and  second  parties  are  willing  to  grant  a 
right  to  such  joint  use  on  the  terms  and  conditions  following: 

Now,  Therefore,  It  is  covenanted  and  agreed  between  the  jiarties 
as  follows: 

I.  The  first  and  second  [)arti('S  hereby  grant  and  convey  to  the 
third  party,  its  successors  and  assigns,  a  right  to  use  jointly  with  the 
first  and  second  parties,  but  for  the  passage  of  its  engines  and  cars  in 
passenger,  mail  and  exitress  service  only,  >aid  two  main  tracks  be- 
tween said  connection  near  Sixteenth  street  and  the  north  line  of  Van 
Buren  street ;  also,  any  other  tr;ifk  or  tracks  parallel  with  and  con- 
tiguous to  said  two  main  track>  which  may  lie  hereafter  constructed 
between  said  points,  fir  i\\v  arconnnodation  of  the  iiassenger,  mail  and 
express  business  of  the  parties  luTi'to  ;  the  object  of  this  grant  being 
to  enable  the  third  party  to  reach  and  enjoy  the  facilities  of  the  new 


General  Passenger  Depot  now  being  constructed  on  lands  of  the  sixth 
party  between  Madison  and  Van  Buren  streets  in  said  city. 

The  first  and  second  parties  also  further  grant  and  convey  to  the 
third  party,  its  successors  and  assigns,  a  right  to  use  jointly  with  the 
first  and  second  parties,  for  the  passage  of  its  engines  and  cars  in  freight 
service,  so  much  of  the  tracks  hereinbefore  described  as  are  or  may  be 
situated  between  Sixteenth  street  and  Twelfth  street. 

II.  The  grant  herein  made,  includes  the  right  of  the  third  party  to 
make,  at  its  own  expense,  necessary  connections  with  the  tracks  de- 
scribed and  the  tracks  of  its  own  railway ;  and  the  third  party  agrees 
to  furnish,  at  its  OAvn  expense,  frogs,  switches,  switch  posts,  and  such 
other  material  as  may  be  necessary  to  effect  such  connection  of  tracks, 
in  a  manner  that  shall  be  satisfactory  to  the  first  and  second  parties. 

III.  The  third  party  hereby  accepts  the  grant  of  right  of  joint  use 
as  herein  set  forth,  and  agrees  to  pay  annually  to  each  of  the  first 
and  second  parties  respectively,  as  fixed  rental  or  compensation  for  use 
of  said  two  main  tracks  as  now  constructed,  one-sixth  of  the  interest, 
at  seven  per  centum  per  annum,  on  the  sum  of  two  hundred  and  fifty 
thousand  dollars,  which  sum,  amounting  to  twenty-nine  hundred  and 
sixteen  dollars  and  sixty-six  cents,  due  and  payable  to  each  of  the  first 
and  second  pai-ties  annually,  the  third  party  agrees  to  pay  to  the  treas- 
urer of  each  of  said  parties,  in  lawful  money  of  the  United  States  of 
America,  in  four  equal  quarterly  payments  on  the  first  Monday  of  each 
of  the  following  months  :  January,  April,  July  and  October.  It  being 
the  intention  of  the  first  and  second  parties  to  purchase  additional 
land  and  construct  additional  tracks,  immediately  adjacent  to  the  two 
main  tracks  already  constructed,  for  the  accommodation  of  joint  busi- 
ness between  Sixteenth  street  and  Van  Buren  street,  the  third  party 
covenants  and  agrees  that  in  addition  to  the  fixed  rental  hereinbefore 
stipulated  to  be  by  it  paid,  in  respect  to  said  two  main  tracks,  it  will 
pay  to  said  first  and  second  parties,  respectively,  one-sixth  the  interest 
at  seven  per  centum  per  annum  on  the  cost  of  real  estate  and  of  mate- 
rials and  construction  required  in  providing  said  additional  tracks, 
which  additional  payment  of  fixed  rental  shall  be  made  at  the  time  and 
in  the  manner  hereinbefore  set  forth  in  respect  to  the  rental  of  said  ex- 
isting two  main  tracks. 

IV.  The  first  party  shall  be  charged  with  the  duty  of  maintenance 
of  the  tracks  herein  described,  and  of  payment  of  all  taxes  and  assess- 
ments which  may  be  lawfully  levied  or  assessed  upon  the  same,  and 
every  part  thereof ;  and  the  third  party  agrees  that,  in  addition  to  the 
fixed  rental  above  mentioned,  it  will  pay  to  the  first  party  its  just  and 
proper  proportion  of  such  expense  of  maintenance ;  also,  of  taxes  and 
assessments,  and  the  wages  of  joint  employes,  including  its  proportion 


of  any  moneys  the  fir.-t  and  second  parties  may  contribute  towards  the 
erection  of  viaducts  over  or  tunnels  under  said  tracks  so  to  be  jointly- 
used  ;  such  payments  to  be  made  monthly,  upon  bills  to  be  presented 
by  the  first  party,  and  within  ten  days  of  the  time  when  such  bills  may 
be  presented.  That  just  and  proper  proportion  of  current  expenses  to 
be  paid  by  the  third  party,  as  recited  in  this  paragraph,  shall  be  de- 
termined by  the  ratio  which  the  car  and  engine  mileage  of  the  third 
party  bears  to  the  total  car  and  engine  mileage  of  all  parties  using  said 
tracks.  The  total  and  individual  car  and  engine  mileage  on  the  tracks 
in  question,  shall  be  determined  by  actual  count,  at  such  times  and  for 
such  periods  as  the  parties  may  agree  upon.  But  a  new  count  and 
computation  of  mileage  shall  be  made  at  any  time,  on  request  of  either 
party.  And  until  such  request  for  new  count  and  computation  shall 
be  made,  the  ratio  previously  determined  and  agreed  upon  shall  con- 
tinue in  force. 

V.  The  general  managers  of  the  parties  using  shall  tracks  shall 
arrange  the  time  of  the  movement  of  their  respective  trains  over  the 
same.  They  shall  also  provide  rules  for  the  management  of  joint  em- 
ployes. The  first  party  shall  appoint  the  same,  subject  to  removal  on 
the  joint  request  of  the  second  and  third  parties,  or  for  good  cause,  on 
request  of  either  the  second  or  third  party. 

YI.  Each  party  shall  be  responsible  for  loss  or  damage  caused  by 
conduct  or  neglect  of  its  own  employes,  to  persons  or  property.  Loss 
or  damage  caused  by  conduct  or  neglect  of  joint  employes  shall  be  ad- 
justed by  the  first  party,  and  all  moneys  so  paid  by  it  shall  be  charged 
to  the  joint  current  account  of  expenses  of  maintaining  said  tracks  and 
operating  trains  thereon. 

VII.  If  the  third  party  shall,  at  any  time,  make  default  in  the 
payment  of  any  or  either  of  the  amounts  herein  provided  by  it  to  be 
paid,  and  such  default  shall  continue  for  the  space  of  ninety  days  after 
written  notice  of  said  default  shall  have  been  served,  then,  at  the  elec- 
tion of  either  the  first  or  second  pai'ty,  to  whom  such  payment  shall  be 
due  and  unpaid,  and  on  written  notice  thereof,  but  not  otherwise,  the 
rights  of  the  third  party,  under  this  agreement,  shall  wholly  cease  and 
determine ;  and,  upon  service  of  said  last  mentioned  notice,  the  third 
party  shall  surrender  peaceable  possession  of  the  tracks,  herein  de- 
scribed, to  the  first  and  second  parties. 

VIII.  Should  the  first  and  second  parties,  at  any  futuri'  time,  grant 
to  any  other  company  or  com})anies  the  right  to  use,  in  cunnium  with 
the  parties  hereto,  their  tracks  between  Sixteenth  street  and  the  north 
line  of  Van  Buren  street,  then  the  division  of  rental  and  operating  ex- 
penses shall  be  readjusted  on  the  basis  of  the  number  of  roads  using 
said  tracks,  and  the  car  and  cnuine  mileage  of  each  thereon. 


IX.  The  grant  herein  made  to  the  third  i:>arty  shall  continue  dur- 
ing the  unexpired  term  of  the  lease  of  the  Pittsburgh,  Ft.  AVayne  and 
Chicago  Railway  to  the  Pennsylvania  Railroad  Company,  namely, 
nine  hundred  and  eighty-eight  years  from  July  1,  1880,  subject  always, 
however,  to  the  faithful  performance  by  the  third  party  of  each  and  all 
the  obligations  herein  stipulated  to  be  by  it  performed,  and  provided 
that  no  assignment  of  the  rights  and  privileges  conferred  upon  the 
third  party  in  this  agreement  to  any  other  company  shall  be  of  any 
effect  without  the  assent  thereto,  in  writing,  of  the  first  and  second 
parties. 

X.  The  fourth  party,  as  lessee  of  the  Pittsburgh,  Ft.  Wayne  and 
Chicago  Railway,  under  the  lease  mentioned  in  this  agreement,  hereby 
assents  to  and  affirms  the  execution  of  this  agreement,  on  the  part  of 
the  first  party.  It  further  agrees  that  if,  for  any  cause,  the  first  party 
shall  cease  to  operate  and  control  the  Pittsburgh,  Ft.  Wayne  and  Chi- 
cago Railway,  under  said  lease,  and  the  fourth  party  shall,  in  conse- 
quence thereof,  resume  the  operation  of  said  Pittsburgh,  Ft.  AVayne 
and  Chicago  Railway,  under  said  lease,  said  fourth  party  Avill  assume 
the  obligations  herein  stipulated  to  be  performed  by  the  first  party,  and 
will  protect  the  third  party  in  the  enjoyment  of  the  rights  and  privile- 
ges hereby  conferred  upon  it,  so  long  as  said  fourth  party  shall  continue 
in  possession  of  said  Pittsburgh,  Ft.  AVayne  and  Chicago  Raihvay. 
But  nothing  herein  contained  shall  require  either  the  first  party  or  the 
fourth  party  to  insure  the  third  party  in  the  use  of  the  tracks  herein 
described,  any  longer  than  said  lease  of  the  Pittsburgh,  Ft.  AA^ayne  and 
Chicago  Railway  shall  continue  in  force  and  effect. 

XI.  The  fifth  party,  as  lessor  of  the  Joliet  and  Chicago  Railroad, 
hereby  assents  to  and  confirms  this  agreement.  It  further  agrees  that 
if,  for  any  cause,  the  second  party  shall  cease  to  operate  and  control 
the  Joliet  and  Chicago  Railroad,  under  the  lease  of  the  same  herein 
mentioned,  and  the  fifth  party  shall  in  consequence  thereof  resume 
the  operation  and  control  of  the  same,  the  fifth  party  will  assume  the 
obligations  herein  stipulated  to  be  performed  by  the  second  party,  and 
will  protect  the  third  party  in  the  enjoyment  of  the  rights  and  privile- 
ges herein  conferred  upon  it,  during  the  period  of  the  grant  herein 
made  to  the  third  party. 

XII.  The  sixth  party,  as  lessor  of  the  Pittsburgh,  Ft.  AVayne  and 
Chicago  Railway,  hereby  assents  to  and  confirms  this  agreement.  It 
further  covenants  that,  in  case  the  lease  of  the  Pittsburgh,  Ft.  AVayne 
and  Chicago  Railway  to  the  Pennsylvania  Railroad  Company  shall  for 
any  reason  be  forfeited,  or  otherwise  cease  before  the  termination  of  the 
period  herein  named,  to-wit :  nine  hundred  and  eighty-eight  years, 
from  July  1,  1880,  the  sixth  party  will  continue  to  the  third  party  the 


right.s  and  privileges  conferred  upon  said  third  party  in  tliis  agree- 
ment, upon  condition  that  said  third  ]:)arty  will  strictly  and  faithfully 
perform  all  the  conditions  and  covenants  herein  stipulated  to  be  l)v  it 
performed.  Provided,  hotvever,  that  nothing  herein  contained  shall,  in 
any  manner,  be  construed  to  be  a  release  of  the  Pennsylvania  Railroad 
Company  from  its  full  responsibility  as  lessee,  or  from  the  payment 
of  either  or  any  of  the  sums  of  money  required  in  said  lease  by  it  to 
be  paid,  or  from  the  full  and  comi)lete  performance  by  it  of  either  or 
any  of  the  obligations  devolved  upon  said  Pennsylvania  Eailroad 
Company  in  said  lease,  or  be  construed  to  recognize  or  consent  to  the 
possession  or  operation  of  the  demised  property  by  the  first  party,  ex- 
cept as  agent  of  the  fourth  i^arty  herein  mentioned. 

XIII.  If,  at  any  time,  a  difference  of  ojnnion  shall  exist  in  respect 
to  the  rights  or  duties  of  either  party  under  this  agreement,  or  under 
the  rules  which  may  be  adopted  l)y  the  General  Managers  of  the  par- 
ties hereto,  for  the  government  of  joint  employes,  the  question  in  dis- 
pute shall  be  referred  t(j  a  Board  of  Arbitrators,  consisting  of  three 
competent  disinterested  persons,  one  of  whom  shall  be  chosen  by  each 
j^arty  to  the  dispute,  and  the  two  so  chosen  shall  select  a  third.  The 
party  desiring  such  arbitration  shall  give  written  notice  of  the  same  to 
each  of  the  parties  to  this  agreement,  setting  forth  therein,  definitely, 
the  point  or  points  in  dispute,  and  mime  the  person  selected  by  such 
party  to  act  as  arbitrator. 

In  event  that  the  parties,  on  whom  such  notice  shall  be  served,  shall 
not,  within  fifteen  days  of  such  service,  name  a  second  disinterested 
person  to  act  as  arbitrator,  the  i)ai-ty  serving  such  notice  shall  select 
the  second,  and  the  two  thus  chosen  shall  select  a  third. 

The  Board  of  Arbitrators,  thus  chosen,  shall  proceed  at  once  to  hear, 
consider  and  determine  the  matter  submitted  to  them  ;  and  shall  give 
to  each  of  the  parties  to  sudi  matter  of  difference,  notice,  which  shall 
not  be  less  than  ten  days,  of  the  time  and  place  of  hearing  ;  and  at 
the  time  and  \)]nvv  a]>];ointt'(l,  ^hall  jirocetdwith  the  hearing,  unless 
for  good  cause,  of  whicli  the  arl)itrators  shall  l)e  the  judges,  it  shall  be 
post})oned  to  some  later  day  or  days.  And  the  determinaticm  of  the 
arbitration  thus  constituted,  or  a  majority  of  the  persons  composing  the 
same,  to  be  made  in  writing,  and  a  copy  tliereof  to  be  delivered  to  each 
of  the  parties,  shall  be  final  and  conclusive  u})on  the  parties  in  refer- 
ence to  all  matters  thus  submitted. 

Ill  Testiiuou.v  Whereof,  The  parties  to  this  agreement  have  caused 
the  same  to  be  executed  by  their  proper  officers,  and  their  resjDCct- 


ive  cor2:)orate  seals  to  be  hereto  affixed,  duly  attested,  the  day  and  year 
first  above  writtan. 


The  Pennsylvania  Company,  by 
J.  N.  McCULLOUGH, 
Peniui.  >.      -tiLLc.M.  First  Vice  President. 

^°-  '  ^  S.  B.  LIGGETT, 

Assistant  Secretary. 

The  Chicago  and  Alton  Railroad  Company,  by 
, — ■ — ^  T.  B.  BLACKSTONE, 

c^&\.  1      Attest:  President. 

^•^'°-  ^  C.  H.  FOSTER, 

Secretary. 

Chicago,  Burlington  and  Quincy  Railroad  Company,  by 
r^-^.  C.  E.  PERKINS, 

jc^B&Q  1      Attest:  Vice  President. 

[kr^j  j    e.  WALKER, 

Secretary. 

The  Joliet  and  Chicago  Rai/road  Company,  by 
r^ — .  •  JOHN  CRERAR, 

c!^&j.   I      Attest:  President. 

^^^  C.  H.  FOSTER, 

Secretary. 

The  Pennsylvania  Railroad  Company,  by 
, — ■— .  G.  B.  ROBERTS, 

p^^^R  1      Attest:  President. 

^°-   '  ^  JNO.  C.  SIMS,  Jk., 

Assistant  Secretary. 

The  Pittsburgh,  Ft.  Wayne  and  Chicago  Raihvay  Company,  by 
,-^—  L.  H.  MEYER, 

p^Ft  w  )      Attest :  President  pro  tern. 

^^.%[  \  F.  M.  HUTCHINSON, 

^ — r^^  Secretary. 


HE 

psnh 

